Viola Ventures Amends Outbrain Stake, Files SC 13G/A
Ticker: TEAD · Form: SC 13G/A · Filed: Feb 8, 2024 · CIK: 1454938
| Field | Detail |
|---|---|
| Company | Outbrain Inc. (TEAD) |
| Form Type | SC 13G/A |
| Filed Date | Feb 8, 2024 |
| Risk Level | low |
| Pages | 8 |
| Reading Time | 10 min |
| Key Dollar Amounts | $0.001 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: institutional-ownership, amendment, investor-update
TL;DR
**Viola Ventures updated their Outbrain stake, watch for potential shifts in institutional sentiment.**
AI Summary
Viola Ventures III, L.P. filed an amended Schedule 13G/A on February 8, 2024, indicating a change in their beneficial ownership of Outbrain Inc. common stock as of December 31, 2023. This amendment, filed under Rule 13d-1(d), updates their previous filing regarding their stake in Outbrain Inc., whose common stock has a par value of $0.001 per share and CUSIP 69002R103. This matters to investors because it signals a potential shift in a significant institutional investor's position, which could influence market perception or future stock performance.
Why It Matters
This filing shows an update to a significant investor's position in Outbrain, which can signal their changing confidence in the company's future and potentially influence other investors.
Risk Assessment
Risk Level: low — This is a routine amendment filing, not indicating any immediate high-risk event, but rather a change in reporting status.
Analyst Insight
An investor should monitor subsequent filings from Viola Ventures III, L.P. to understand the direction of their investment in Outbrain Inc., as significant changes could signal a shift in institutional confidence.
Key Numbers
- 69002R103 — CUSIP Number (identifies Outbrain Inc. common stock)
- December 31, 2023 — Date of Event (the date requiring the filing of this statement)
- February 8, 2024 — Filing Date (the date the SC 13G/A was filed)
Key Players & Entities
- Viola Ventures III, L.P. (company) — the reporting person filing the SC 13G/A
- Outbrain Inc. (company) — the subject company whose securities are being reported
- AVI ZEEVI (person) — a group member associated with the filing
- HAREL BEIT-ON (person) — a group member associated with the filing
- SHLOMO DOVRAT (person) — a group member associated with the filing
- VIOLA VENTURES GP 3 LTD. (company) — a group member associated with the filing
- $0.001 (dollar_amount) — par value per share of Outbrain Inc. common stock
Forward-Looking Statements
- Viola Ventures III, L.P. will continue to adjust its stake in Outbrain Inc. based on market conditions and Outbrain's performance. (Viola Ventures III, L.P.) — medium confidence, target: Q3 2024
FAQ
Who filed this SC 13G/A amendment?
The SC 13G/A Amendment No. 1 was filed by Viola Ventures III, L.P. as the reporting person.
What company's stock is the subject of this filing?
The subject company is Outbrain Inc., with its common stock having a par value of $0.001 per share.
What is the CUSIP number for the securities mentioned in this filing?
The CUSIP number for the common stock of Outbrain Inc. is 69002R103.
What was the date of the event that triggered this filing?
The date of the event which required the filing of this statement was December 31, 2023.
Under which rule was this Schedule 13G/A filed?
This Schedule 13G/A was filed under Rule 13d-1(d), as indicated by the checked box on the cover page.
Filing Stats: 2,491 words · 10 min read · ~8 pages · Grade level 7.5 · Accepted 2024-02-08 11:30:04
Key Financial Figures
- $0.001 — me of Issuer) Common stock, par value $0.001 per share (Title of Class of Securitie
Filing Documents
- ea193172-13ga1viola_outbrain.htm (SC 13G/A) — 133KB
- 0001213900-24-011417.txt ( ) — 134KB
(a). Name of Issuer
Item 1(a). Name of Issuer: The name of the issuer is Outbrain Inc. (the “ Issuer ”). __________________________________________________________________________
(b). Address of Issuer’s Principal
Item 1(b). Address of Issuer’s Principal Executive Offices: The Issuer’s principal executive offices are located at 111 West 19th Street, New York, NY 10011. __________________________________________________________________________
(a). Name of Person Filing
Item 2(a). Name of Person Filing: The following entities and individuals, listed in (i)-(v) below, who are filing this Amendment No. 1 (this “ Amendment ”) to the Statement of Beneficial Ownership on Schedule 13G filed on February 14, 2022 (the “ Statement ”), are referred to herein collectively as the “ Reporting Persons ”, and the three individuals whose names appear in (iii)-(v) below, collectively, as the “ Reporting Individuals ”: (i) Viola Ventures III, L.P. (“ Viola III L.P. ”) (ii) Viola Ventures GP 3 Ltd. (“ Viola GP 3 ”) (iii) Shlomo Dovrat (iv) Harel Beit-On (v) Avi Zeevi Viola III L.P. directly holds 6,345,789 shares of the Issuer’s common stock that are reported in this Amendment. Viola GP 3 serves as the sole general partner for Viola III LP. The Reporting Individuals serve as directors of Viola GP 3 and, therefore, possess ultimate voting and investment authority with respect to the securities of the Issuer beneficially owned by the Reporting Persons. Shlomo Dovrat furthermore directly holds additional shares of the Issuer’s common stock that underlie restricted stock units that were granted to him individually as a director of the Issuer and that have vested and settled as of, or that will vest and settle within 60 days of, December 31, 2023. __________________________________________________________________________
(b). Address of Principal Business Office or, if None,
Item 2(b). Address of Principal Business Office or, if None, Residence: The principal business office of each Reporting Person is c/o Viola Ventures, Ackerstein Towers, Building D, 12 Abba Eban Avenue, Herzliya 4672530, Israel. __________________________________________________________________________
(c). Citizenship
Item 2(c). Citizenship: The citizenship or state of organization, as applicable, of each Reporting Person is as follows: (i) Viola III L.P.— Cayman Islands (ii) Viola GP 3— Israel (iii) Each Reporting Individual— Israel __________________________________________________________________________
(d). Title of Class of Securities
Item 2(d). Title of Class of Securities: This Statement relates to the common stock, par value $0.001 per share, of the Issuer (“ common stock ”). __________________________________________________________________________ Page 7 of 12 Pages
(e). CUSIP Number
Item 2(e). CUSIP Number: The CUSIP number of the common stock is 69002R103. __________________________________________________________________________ Item 3. If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b), or (c), check whether the person filing is a: (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). (e) An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); (f) An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); (g) A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813); (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); (k) Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: _________________ Not applicable. __________________________________________________________________________
Ownership
Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. I. Viola III L.P. (a) Amount beneficially owned: 6,345,789 (1) (b) Percent of class*: 12.7 % (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 6,345,789 (1) (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose of or to direct the disposition of: 6,345,789 (1) (iv) Shared power to dispose of or to direct the disposition of: 0 Page 8 of 12 Pages II. Viola GP 3 (a) Amount beneficially owned: 6,345,789 (1) (b) Percent of class*: 12.7% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 6,345,789 (1) (iii) Sole power to dispose of or to direct the disposition of: 0 (iv) Shared power to dispose of or to direct the disposition of: 6,345,789 (1) III. Each of Harel Beit-On and Avi Zeevi (a) Amount beneficially owned: 6,345,789 (1) (b) Percent of class*: 12.7% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 6,345,789 (1) (iii) Sole power to dispose of or to direct the disposition of: 0 (iv) Shared power to dispose of or to direct the disposition of: 6,345,789 (1) IV. Shlomo Dovrat (a) Amount beneficially owned: 6,353,289 (1) (b) Percent of class*: 12.7% (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 7,500 (1) (ii) Shared power to vote or to direct the vote: 6,345,789 (1) (iii) Sole power to dispose of or to direct the disposition of: 7,500 (1) (iv) Shared power to dispose of or to direct the disposition of: 6,345,789 (1) * All percentage ownership information reflected in this Amendment is based on 50,155,414 shares of the Issuer’s common
Ownership of Five Percent or Less
Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: __________________________________________________________________________
Ownership of More Than Five
Item 6. Ownership of More Than Five Percent on Behalf of Another Person. Not applicable. __________________________________________________________________________
Identification and Classification
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. Not applicable. __________________________________________________________________________
Identification and Classification
Item 8. Identification and Classification of Members of the Group. Not applicable. __________________________________________________________________________
Notice of Dissolution of Group
Item 9. Notice of Dissolution of Group. Not applicable. __________________________________________________________________________
Certifications
Item 10. Certifications. Not applicable. __________________________________________________________________________ Page 10 of 12 Pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Viola Ventures III, L.P. By: Viola Ventures GP 3 Ltd. , its sole General Partner By: /s/ Shlomo Dovrat Name : Shlomo Dovrat Title: Director By: /s/ Itzik Avidor Name: Itzik Avidor Title: Director Viola VENTURES GP 3 Ltd. By: /s/ Shlomo Dovrat Name: Shlomo Dovrat By: /s/ Itzik Avidor Name: Itzik Avidor /s/ Shlomo Dovrat Shlomo Dovrat /s/ Harel Beit-On Harel Beit-On /s/ Avi Zeevi Avi Zeevi Dated: February 8, 2024 Page 11 of 12 Pages EXHIBITS Exhibit 1 – Joint Filing Agreement pursuant to Rule 13d-1(k)(1)- incorporated by reference to Exhibit 1 to the Statement Page 12 of 12 Pages